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GOLDEN HARYEST AGRO INDUSTRIES LIMITED Auditor's Report & Financial Statements for the year ended 30 June 2012 Assoeiate Firm of Ernst &You*g

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GOLDEN HARYEST AGRO INDUSTRIES LIMITED

Auditor's Report & Financial Statementsfor the year ended 30 June 2012

Assoeiate Firm of Ernst &You*g

IIT

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tII

SFAHMED&CO.CHARTERED ACCOTJNTANTS

,Since I958

f House 25, Road 13A,Block D, Banani,Dhaka 1213,Bangladesh

t'iifl -]I Telephone:

Fax:

E-mail:

IIIIttItIIIIIttIIIII

Independent

The Shareholders of Golden

Auditor's Reportto

Harvest Agro Industries Limited

We have audited the accompanying financial statements of Golden Harvest Agro Industries Limitedwhich comprise statement of financial position as at 30 June 2012 and the statement of comprehensiveincome, statement of changes in equity and statement of cash flows for the year then ended and asummary of significant accounting policies and other explanatory notes.

Management's Responsibility for the Financial Statements

Management is responsible for the preparation and fair presentation of these financial statements inaccordance with Bangladesh Financial Reporting Standards (BFRS) and for such internal control asmanagement determines is necessary to enable the preparation of financial statements that are freefrom material misstatement, whether due to fraud or error; selecting and applying appropriateaccounting policies; and making accounting estimates that are reasonable in the circumstances.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. Weconducted our audit in accordance with Bangladesh Standards on Auditing (BSA). Those standardsrequire that we comply with ethical requirements and plan and perform the audit to obtain reasonableassurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosuresin the financial statements. The procedures selected depend on the auditor's judgment, including theassessment of the risks of material misstatement of the financial statements, whether due to fraud orerror. In making those risk assessments, the auditor considers intemal control relevant to the entity'spreparation and fair presentation of the financial statements in order to design audit procedures thatare appropriate in the circumstances, but not for the purpose of expressing an opinion on theeffectiveness of the entity's internal control. An audit also includes evaluating the appropriateness ofaccounting policies used and the reasonableness of accounting estimates made by management, aswell as evaluating the overall presentation of the financial statements. We believe that the auditevidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

ITIIIIIrtllIIITTTTTllI

Opinion

In our opinion, the financial statement, give a true and fair view of the financial position of Golden

Harvest Agro Industries Limited, and of the results of their financial performance and cash flows forthe year then ended in accordance with Bangladesh Financial Reporting Standards (BFRS) and

comply with the Companies Act 1994, the Securities and Exchange Rules 1987 and other applicable

laws and regulations.

We also report that:

we have obtained all the information and explanations which to the best of our knowledge and

belief were necessary for the purposes of our audit and made due verification thereof;

in our opinion, proper books of account as required by law have been kept by the company and

its subsidiary so far as it appeared from our examination of these books;

the statement of financial position and the statement of comprehensive income dealt with bythe report are in agreement with the books of account; and

the expenditure incurred was for the purposes of the company's business.

a)

b)

c)

d)

Dated: Dhaka;23 October 2012

5, F' 46-2'z*fu'S. F. Ahmed & Co.Chartered Accountants

t

Golden Harvest Agro Industries LimitedStatement of Financial Position

As at June 3012012

IIIIIIIIIIIIItIT

II

Amount in BDT2012 ll 2011

ASSETSNon-Current Assets

Property, Plant & EquipmentLeased Assets

Deferred Expenses

Investment in Subsidiary Company

Current Assets

Inventories

Advances, Deposits and Prepayments

Trade Receivable

Export Incentive Receivable

Cash & Bank Balances

TOTAL ASSETS

EQUITY AI\D LIABILITIES

Shareholders' EqurtyShare CapitalRevaluation Surplus

Retained Earnings

Total Equity

Long-term LiabilitiesTerm Loan against MachineryDeferred tax LiabilityLease Obligation

Current LiabilitiesAccounts & Other Payables

Accruals and ProvisionsProvision for Income TaxCash Credit LoanCurrent portion of Long Term LoanCurrent portion of Lease Obligation

.TOTAL EQUITY AND LIABILITIESNet Asset Value per Share

5

6

7

8

9

10

ll12

l3

1,024,677,371

713,251,291

22,321,04013,669,012

275,436,039

927,686,981

658,044,917

12,434,489

15,377,639

241,829,935

375,226,305

59,183,694206,164,957

101,631,631

7,4gl,3gg764,624

224,301,088

43,330,434

71,053,563

102,218,723

7,251,963

446.505

t415

t6

1,399,903,676 1,151,988,069

971,941,341350,000,000

219,364,973

402,s76,368

971,941,341 893,615,769

67,959,367

t7l8t9

49,406,883

6,947,615

11

71,134,236

60,466,447

3,415,422

7,252,367

187,238,064

18,980,147

3,714,771

67,727,113

82,893,962

10,101,621

3,930,510

20

2t22

23

t7t9

24

968

23,840,270g,gg0,0g5

28,011,921

280,932,823

I 1,865,599

6.372.281

1,399,903,676

27.77

1,151,999,069

25.53

\G-DiWtor

n'JC<.oJxr,,y-Director *krirector

Signed in terms of our separate report of even date annexed.

Dated, Dhaka;

23 October 2012

5 'F''4f:2"'--'/4h'S. F. Ahmed & Co.Chartered Accountants

IIItIIIIII

Golden Harvest Agro Industries LimitedStatement of Comprehensive Income

For the year ended June 30,2012

Revenue

Cost of Goods Sold

Gross Profit

Operating Expenses

Administrative Expenses

Exchange Gain

Selling & Distribution Expenses

Profit from Operation

Export IncentiveOther Income

Loss from Investrnent in Quoted Shares

Finance Cost

Profit before WPPF

Provision for WPPF

Net Profit before Tax

Provision for Income Tax

Current Tax Expense

Deferred Tax Expense

Profit after tax atkibutable to Ordinary Shareholders ofthe Company

Other Comprehensive IncomeShare ofprofit from subsidiaryTotal Compretensive lncome

Earning Per Share for the year

The annexed notes form an integral part of the financial statements

Amount in BDT

2012 ll zorr

350,719,202 304,353,982(177,394,409) (129,360,471)

173,324,793 174,993,511

I13,056,661 136,840,856

1,029,714

229,536

800,178

(4,442,103)

(5,409,474)

r25

26

29

30

31 (38,775,702)

75,310,672

(3,584,788)

71,725,884 130,833,765

(27,006,415) (47,669,047)

130,833,765

IIIITTIITr

32 2.24 3.78

,\k *uou*6;""ro,trl(&d4r,,,---Director

Signed in terms of our separate report of even date annexed.

Dated, Dhaka;

23 October 2012

1 , F' #--'?d/'o 'S. F. Ahmed & Co.

Chartered Accountants

22 G3.E42xl-42*62118 | t,+tzlgt ll ;,+.i.qzzl

44,719,469

33,606,103

78,325,572

83,164,718

49,104,733

132,269,451

27

28

IIIIIIIItII

Golden Harvest Agro Industries LimitedStatement of Changes in Equity

For the year ended June 30, 2012

Particulars

Balance at 01.07.10

Depreciation adjustment on RevaluationSurplus

Total comprehensive income for the year

Issuance of Ordinary Share

The Company

Share of Subsidiary Company

Balance at 30.06.11

Balance at 01.07.11

Depreciation adjustment on RevaluationSurplus

Total comprehensive income for the year

Balance at 30.06.12

Dated, Dhaka;

23 October2012

100,000,000

zso,ooo,ooo

107,064,709

(3,174,8_82)

81,248,69s

40,208,184

182,824,730

3,174,882

132,269,451

389,889,439

132,269,451

250,000,000

81,248,695

40,208,184

893,615,769_1s0,000,999_

350,000,000

225,346,706 318,269,063

225,346,706(5,981,733)

318,269,063

5,981,733

78,325,572

402,576,368

893,615,7_69

78,325,572

971,941,341350,000,000 219,364,973

The annexed notes form an integral part ofthe financial statements

IIIITIITr

4WSigned in terms ofour separate report ofeven date annexed.

*,k,,**,

5,.F, Ar-Aqt-ik-,S. F. Ahmed & Co.

Chartered Accountants

Share CapitalRevaluation

SurplusRetainedEarnings

Total

1.78

IIIIIItIIIIIITITtTTI

Golden Harvest Agro Industries LimitedStatement of Cash Flows

For the year ended June 30,2012

Amount in BDT2012 I I 20tt

Cash Flows from Operating Activities

Collections from Customers

Collections from Cash Incentive and others

Payments for Operating Costs & Other Expenses

Tax paid

Net Cash generated from Operating Activities

Cash Flows from Investing Activities

Acquisitions of Property, Plant and Equipment

Loss on investment in quoted shares

Advance Finance to Contract Farmers

Net Cash used in Investing Activities

Cash Flows from Financing Activities

Payment against finance lease

Borrowings from Banksff inancial Institutions

Payments to Related Parties

Finance Cost

Issue ofshare

Net cash provided by financing activities

Net changes in cash and cash equivalents

Cash and cash equivalents at the beginning ofthe year

Cash and cash equivalents at the end of the year

Operating Cash flow Per Share

Dated, Dhaka;

23 October2012

(223,851,379) (249,515,279)

(65,854,374) (6,rt4,228)

62,400,719 64,203,305

351,306,294

800,178

(74,141,334)

(132,546,434)

315,673,051

4,159,761

(271,056,487)

(4,442,1_03)

(206,687,768) (275,498,590)

(5,372,394',)

188,753,264

(38,775,702)

(2,451,328)

129,840,sss

(80,763,195)

(5,409,474)

157,250,000

144,605,168 198,466,558

318,119

446,505

(12,828,727)

13,275,232

764,624 446,505

1.83

,/U,Ap,Dihector *^ koirector

g ,F ,42'"*t<* 'S. F. Ahmed & Co.Chartered Accountants

Signed in terms of our separate report of even date annexed.

t

IIIIIIIrIrIT

Golden Harvest Agro Industries Limited

Notes to the Financial Statements

For the year ended June 30r 2012

1. Reporting Entity

1.1 Profile of The Company

Legal Status of the ComPanY

The Golden Harvest Agro Industries Limited was incorporated on August 10, 2004 as a Private

Limited Company; vide Reg. No.-C-53850(5I5y2004 under the Companies Act, 1994 and

converted to public limited company on 30 June 2010.

Address of registered office and principal place of business:

The principal place of business and the registered office of the Company is at SPL Western

Tower, Level # 5, Space Code # 502,186, Gulshan,-Tejgaon Link Road, Tejgaon Industrial Area,

Dhaka-1208. The factory is located at Bokran, Monipur, Bhabanipur, Gaziput Sadar, Gazipur.

Nature of Business ActivitiesThe Company owns and operates the business of growing, procuring, purchasing, processing,

packaging, warehousing, transporting, exporting, importing, distributing and selling agriculture

based food, food products, machinery and equipments related to foods anywhere in the world. As

per the object clause of the Memorandum the company could also establish any industrial

processing unit based on agro based raw materials products within the country and export the

same or meet local demand.

2. Basis of preparation of Financial Statements

2.1 Basis of Measurement of Elements of Financial Statements

The financial statements have been prepared on the historical cost basis, and therefore, do not take

into consideration the effect of inflation except that arising from revaluation of lands, buildings &machinery as specified in note 3.2.The accounting policies, unless otherwise stated, have been

consistently applied by the Company and are consistent with those of the previous years.

2.2 Statement on Compliancewith Local Laws

The financial statements have been prepared in compliance with the requirements of the

Companies Act, 1994, Securities and Exchange Rules, 1987 and other relevant local laws and

regulations of the Counfy.

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2.3

2.4

2.5

2.6

2.7

Statement on Compliance of Bangladesh Accounting Standards

The financial statements have been prepared in accordance with the Bangladesh Accounting

Standard (BASs) and Bangladesh Financial Reporting Standard (BFRSs) adopted by the Institute

of Chartered Accountants of Bangladesh (ICAB) based on Intemational Accounting Standards

(IASs) and International Financial Reporting Standards (IFRSs).

Going eoncern

As per BAS-1, a company is required to make assessment at the end of each year to make

assessment of its capability to continue as going concern. Management of the Company makes

such assessment each year. The company has adequate resources to continue in operation for the

foreseeable future and has wide coverage of its liabilities. For this reason, the directors continue to

adopt going concern assumption while preparing the financial statements.

Accrual Basis

The financial statements have been prepared using the accrual basis of accounting.

Equity Accounting

The investment in the subsidiary company has been accounted for under Equrty AccountingMethod in terms of paragraph 38(b) of BAS 2T,"Consolidated and Separate Financial Statements.

Structure, Content and Presentation of X'inancial Statements

Being the general purpose financial statements, the presentation of these financial statements is in

accordance with the guidelines provided by BAS 1: "Presentation of Financial Statements". Acomplete set of financial statements comprise:

Statement of Financial Position as at June 30,2012;Statement of Comprehensive Income for the year ended June 30,2012;

Statement of Changes in Equrty for the year ended Jltrne 30, 2012;

A statement of Cash Flows for the year ended June 30, 2012; and

Notes comprising a summary of significant accounting policies and other explanatoryinformation to the accounts for the year ended Jwe 30,2012.

Reporting Period

The Financial Statements cover the period from 1 July 2011 to 30 Jlurae 2012.

i)ii)iii)iv)v)

2.8

I*

3.1

3.2

IIIIIIII

Significant accounting policies

Revenue

In compliance with requirements of BAS-18 (Revenue), revenue receipts from customers against

sales is recognized when products are dispatched to customers, that is, when the significant risk

and rewards of ownership have been transferred to buyer, recovery of the consideration is

probable, the associated costs and possible return of goods can be estimated reliably and there is

no continuing management involvement with the goods. Revenue is recognized net of value added

tax, supplementary duty and service charge collectible from clients as well as rebate and discount

allowed to customers in compliance with the requirements of BAS 18: "Revenue".

Property, Plant and EquiPment

Initial Recognition and measurement

Property, plant and equipment are capitalized at cost of acquisition and subsequently stated at cost

or valuation less accumulated depreciation in compliance with the requirements of BAS 16:

..Properer, Plant and Equipmenf'. The cost of acquisition of an assot comprises its purchase price

and any directly attributable cost of bringing the assets to its working condition for its intended

use inclusive of inward freight, duties, non-refundable taxes and un-allocated expenditures etc.

Subsequent costs

The cost of replacing part of an item of property, plant and equipments is recognised in the

carrying amount of an item if it is probable that the future economic benefits embodied within the

part will flow to the company and its cost can be measured reliably. The costs of the day-to-day

servicing of property, plant and equipment are recognised in the statement of comprehensive

income as'Repair & Maintenance 'when it is incurred.

Subsequent MeasurementProperty, Plant and equipment are disclosed at cost less accumulated depreciation consistently

over years. On 30 June 2009 and 30 June 2011 Land and Land Developments, Building and other

constructions and Plant and Machinery have been revalued to reflect fair value (prevailing market

price) thereof following "Current Cost Method".

Depreciation on Property, Plant and EquipmentDepreciation is provided to amortize the cost or valuation of the assets after commissioning, over

the period of their expected useful lives, in accordance with the provisions of BAS 16: Properff

Plant and Equipment. A full year's deprecation is charged on assets acquired in the year; no

deprecation is charged on assets disposed off in the year. Depreciation of an asset begins when it

is available for use. Depreciation is charged on all Property, Plant and Equipment except land and

Particular of Assets Rate of Depreciation

Buildings and other constructions 2.5%

Plant & Machinery 5%

Office Equipment 10%

Furniture and Fixtures t0%

Vehicle t0%

Freezer t0%

IIrTIrIItT

FTi

land developments on reducing balance method at the following rates:

t

3.0

IIIIIIIIITttITTTTTTr

Impairment

At each year end, the company assesses whether there is any indication that the carrying amount ofan asset exceeds its recoverable amount. An impairment loss is recognized as an expense in the

statement of comprehensive income in accordance with the provision of Bangladesh Accounting

Standards BAS 36 unless the asset is carried at revalued amount in accordance with BAS 16. No

impairment loss was recognized for the year ended 30 June 2012 as there were no such indication

existed as on the that date.

Revaluation of Property, Plant and Equipment

The Company made revaluation of the Company's Land and Land developments, Buildings and

Plant and Machinery as of 30 June 2009 and 30 June 2011 to reflect fair value thereof in terms ofDepreciated current cost thereof, details of which are as follows:

Revaluation of Property, Plant and Equipment of Golden Harvest Agro Industries Limited in 2011:

Revaluation of Property, Plant and Equipment of Golden Harvest Agro Industries Limited in 2009:

The increase in the carrying amount of revalued assets is recognized in the separate component of equity

under the head Revaluation Surplus.

Inventories

Inventories stated at lower of cost and net realizable value as prescribed by BAS-2: Inventories.

The cost is calculated on FIFO method in a consistent manner. The cost comprised the cost

incurred in the normal course of business in bringing out such inventories to its present location

and conditions. Where necessary, provision is made for obsolete, slow moving and defective

inventories (if any) identifies at the time of physical verification of inventories.

Net realizable value is based on estimated selling price less any further costs expected to be

incurred to make the sale effective.

Particulars of the assets

Nameof theValuer

Qualification, ofthe':,: Valuert '

,Date ofRevaluation

The cnrrytn$amounf of

Assets

,, Value ofAsseti :after

reValuation

RevaluationSurplus

I Land and Landdevelopment

ATAKHAN& co.

CharteredAccountants

30 June20lt

39,600,000 59,400,000 19,800,000

2. Buildings andotherconstructions

173,337,972 213,508,920 40,170,948

3. Plant andMachinerv

51,232,043 72,509,790 21,277,747

TotaI 264,170,015 345,418,710 81,248,695

Particulars of the assets

Name,:of

. theValuer :

Oualificatio.n, of th€::::, ,:,

,,,,,Vlaluer:' '

Date of , ::

,.Revaluation

The carryrngamo-unt of;

':',,, Aj5!tg,::: :

V,alue,ofAssets afterievaluatioh

RevaluationSurplus

1 Land and Landdevelopment ATA

KHAN& co.

CharteredAccountants

30 June

2009

6,766,812 39,600,000 32,833, I 88

2. Buildings and otherconstructions

60,896,552 121,647,660 60,75 1,108

Plant and Machinery 27,747,622 43,536,243 15,788,621

Total 95,410,986 204,783,903 109,372,917

3.3

3.4

3.5

3.7

Cash and Cash Equivalents

Cash and cash equivalents consist of cash in hand and with banks on current and deposit accounts

which are held and available for use by the company without any restriction. There is insignificant

risk of change in value of the same.

Earnings Per Share (EPS)

Basic Earnings per Share

Basic Earnings per Share (BEPS) is calculated in accordance with Bangladesh

Standard BAS-33 "Earnings per Share" by dividing the profit or loss atfibutable

equlty holders of the entity by the weighted average number of ordinary shares

during the period.

Diluted Earnings per Share

Accounting

to ordinary

outstanding

3.6

For the purpose of calculating diluted earnings per shares, the entity adjust profit or loss

attributable to each ordinary equity holders of the entrty, and weighted average number of shares

outstanding, for the effects of all dilutive potential ordinary shares. As the company has no

dilutive potential ordinary shares, so diluted earnings per share is same as basic earning per share.

Foreign Currency Transactions

Foreign currency transactions are recorded, on initial recognition in the functional currency at the

spot exchange rate ruling at the transaction date.

At the end of each reporting period in compliance with the provision of BAS 2l: The Effects ofChanges in Foreign Exchange Rates.

(a) Foreign crurency monetary items are translated using the closing rate.

(b) Non-monetary items that are measured in terms of historical costs in a foreign currency

are translated using the exchange rate atthe date ofthe transaction.

(c) Non-monetary items that are measured at fatr value in a foreign cuffency is translated

using the exchange rate atthe date when the fair value is determined.

Exchange differences arising on the settlement of monetary items or on translating monetary items

at rate different from those at which they were translated on initial recognition during the period

or in previous financial statements is recognized in profit or loss in the period in which they arise.

Borrowing Cost

In compliance with the requirement of BAS-23 (borrowing cost), borrowing cost that are directlyatkibutable to the acquisition, construction or production of a qualiffing asset form part of the

cost of the asset and, therefore capitalised. Other borrowing costs are recognised as an expense.

Authorization date for issuing Financial Statements

The financial statements were authorized by the Board of Directors on 18 October 2012 for issue

after completion of review.

3.8

3.9 Reporting and Functional Currency

The financial statements are prepared and presented in Bangladesh Taka (BDT), which is the

company's functional currency.

Risk and Uncertainty for use of Estimates and Judgments

The preparation of financial statements in conformity with Bangladesh Accounting Standards

requires management to make judgments, estimates and assumptions that affect the application ofaccounting policies and the reported amounts of assets, liabilities, income and expenses and forcontingent assets and liabilities that require disclosure, during and at the date of the financial

stater,nents.

Actual results may differ from these estimates. Estimates and underlying assumptions are

reviewed on an ongoing basis. Revisions of accounting estimates are recognized in the period inwhich the estimate is revised and in any future periods affected as required by BAS 8:

"Accounting Policies, Changes in Accounting Estimates and Errors".

Provisions and Other Payables

3.10

3.11

Provisions and accrued expenses are recognised in the financial statements in line with the

Bangladesh Accounting Standard (BAS) 37 "Provisions, Contingent Liabilities and ContingentAssets" when

the Company has a legal or constructive obligation as a result of past event.

it is probable that an outflow of economic benefit will be required to settle the obligation.

a reliable estimate can be made of the amount of the obligation.

Other Payables are not interest bearing and are stated at their nominal value.

3.12 Leases

Leases are classified as per BAS-17.

Finance Lease

A lease is classified as a furance lease if it transfers substantially all the risks and rewards incident

to ownership.

At commencement of the lease term, finance leases is recorded as an asset and a liability at

the lower of the fair value of the asset and the present value of the minimum lease payments

(discounted at the interest rate implicit in the lease)

finance lease payments should be apportioned between the firance charge and the reductionof the outstanding liability (the finance charge to be allocated so as to produce a constantperiodic rate of interest on the remaining balance of the liability)the depreciation policy for assets held under finance leases is consistent with that for ownedassets.

Operating Lease

For operating leases, the lease payment has been recognised as an expense in the income statementover the lease term on a straight-line basis.

a

a

a

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3.13 Financiallnstruments

Non-derivative financial instruments comprise financial assets, trade and other receivables, cashand cash equivalents, borrowings and other payables and are shown at transaction cost:

3.14 OperatingSegments

No geographical and industry t"qr"ry reporting is applicable for the Company as required byBFRS 8 "operating segments" as the company Jperatesin a single g"ogruplriLl industrl.area. "

3.15 Statement of Cash X'lows

The Statement of Cash Flows has been prepared under 'Direct Method' in accordance with therequirements of BAS 7: Statement of Cash Flo*r.

3.16 Related Party Disclosures

The Company carried out a number of transactions with related parties. The information asrequired by BAS 24: "Related Party Disclosure" has been disclosed in separate notes to theaccounts (Note-3 6.03).

3.17 Taxation

a)

b)

Income Tax is calculated and provision is made in accordance with BAS-12. The corporate taxtut: Pt the Company is 37.5%. Provision for current tax expenses has been made andcalculated on the above basis, which is adequate under Income Tax Ordin ance,l9g4.

Deferred Tax has been provided for on temporary timing deference on depreciation anddoubtful debts arose during the year at 37 .50yo with effect r.6- r;ilriv 20 10.

*'^ --^"

ASset CategoryMensuiementaftCtinitialrccognitioh

Financial Assets at fair valuethrough profit or loss A/C:Investment in marketablesecurities.

Financial asset which is heldfor the purpose of selling fortrading or in limitedcircumstances, as an associate.

Fair Value In profit or loss

Loans and receivables:

1. Local Sales Receivable

2. Advances, Deposits andPrepayments

3. Export Incentive Receivable

4. Export Sales Receivable

Non-derivative financial assets

with fixed or determinablepayments thatare:* Not quoted in an activemarket* Not designated as atfaivalue through profit or loss* Not held for trading ordesignated as available for sale(i.e. loans and receivables arenone ofthe above)

Amortized cost In profit or loss

4.

4.1

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3.18 Contingent Assets and Liabilities

A Contingent asset is disclosed when it is a possible asset that arises from the past events and

whose existence will be confirmed only by the occurrence or non-occurrence of one or more

uncertain future events not wholly within the control of the entity.

A contingent liability is disclosed when it is a possible obligation that arises from the past events

and whose existence will be confirmed only by the occurrence or non-occulTence of one or more

uncertain future events not wholly within the control of the entity.

Contingent liability of the Company is disclosed in Note no. 35.02. The Company has no

contingent assets or liabilities which require disclosures under BAS: 37. Contingent assets and

contingent liabilities are not recognized in the financial statements.

A contingent assets is disclosed as per BAS 37, where an inflow of or economic benefits is

probable. A contingent liability is disclosed unless the possibilrty of an outflow of resources

embodying economic benefits is remote.

3.19 Comparativelnformation

Comparative information has been disclosed in respect of the previous period for all numerical

information in the current financial statements. Narrative and descriptive information for

comparative information have also been disclosed whenever it is relevant for understanding of the

current year's financial statements.

Risk Exposure

Interest rate risks

Interest rate is concerned with borrowed funds of short term & long-term maturity. lnterest rate

risk is the risk that Company faces due to unfavorable movements in the interest rates. Volatility in

money market & increase demand for loans /investment funds raise the rate of interest. A change

in the government's policy also tends to increase the interest rate. High rate of interest enhances

the cost of fund of a company. Such rises in interest rates however mostly affect companies having

floating rate loans.

Management perception

Golden Harvest Agro Industries Ltd. maintains low debt/ equlty ratio; and accordingly, adverse

impact of interest rate fluctuation is insignificant. The project was started with the Company's own

funds and the capacity was also expanded with own funds. Additionally, the management of the

Company emphasizes on equity base financing to reduce the dependency on borrowing. Therefore,

management perceives that the fluctuation of interest rate on borrowing would have little impact

upon the performance of the Company.

I

4.2 Exchange rate risks

If exchange rate is increased against local currency opportunity is created for getting more revenueagainst sale in local currency. on the other hand if exchange rate goes down margin is squeezed inlocal currency.

Management perception

The products of the company are sold against foreign (6%) as well as local curren cy (94%) andpayments for raw materials are also made mostly in local currency. The exchange rate of thecountry traditionally witnessed upward trends, which makes ample opportunity of export. Ifforeign exchange rate rises, export will increase and local sales will be less and vice versa.Therefore, volatility of exchange rate will have no impact on profitability of the Company.

Industry risks

Industry risk refers to the risk of increased competition from foreign and domestic sources leadingto lower prices, revenues, profit margin, and market share which could have an adverse impact onthe business, financial condition and results of operation. Agro industry in Bangladesh is anemerging sector with vast local demand for its different product lines. Locally produced frozenproducts now play a significant role in this sector, which has been dominatedby imports in thepast' However, the infrastructure required for this industry is inadequate in Bangladesh, as can benoted below:

No organized collection centers for agricultural produce exist in Bangladesh; as a result, there is ahigh fluctuation in prices both for the growers and for processors.

Absence of Cold Storage or Cold Chains although the whole process of collection, processing anddistribution depends on cold temperafure maintenance due to the nature of the finished product.

Management perception

Golden Harvest Agro Industries Ltd. has established its brand name in Frozen Food market withits quality products, range of products and customer services. However, to develop aninfrastructure, both public and private sector participation is required. This is the focal point ofGolden Harvest's future expansion plans. To eliminate fluctuation in prices both for the growersand for the processors, Golden Harvest will organize collection centers to eliminate intermediarycost for both the parties. Deploying 15,000 refrigerators with 24 cold storages at -30 degreecelsius nationwide, Golden Harvest will have infrastructure backbone of cold chain which willensure proper supply of Frozen Foods all over the country through its 50 temperature controlledtransport' our neighboring counfiy like India has over 50 cold chains, generating revenue overus$3.5 billion which is targeted to reach us$g .5 Billion by 2015.

4.3

IIIIlIIIIItIItIIIlT

r

4.4 Market risks

Market risk refers to the risk of adverse market conditions affecting the sales and profitability ofthe company. Mostly, the risk arises from falling demand for the product or service which would

harm the performance of the company. On the other hand, strong marketing and brand

management would help the company to increase their customer base.

Management perception

Market for Ready to Cook frozen foods in Bangladesh is growing at an exponential rate withgrowth of urbanization and incremental income level of consumers along with their preference to

convenience. In spite of high growth of this market, there is scarcity of investment in this sector

which creates a huge demand-supply gap resulting in very expensive imports. International market

for Ready to Cook frozen food sector is already matured and is growing furttrer at a high rate.

Golden Harvest Agro Industries Ltd. is one of the earliest entrants in international market withvery promising and loyal customer base in USA, Canada, Australia, Europe and Middle East. In

Bangladesh market, Golden Harvest has made a rapid penetration and has captured the leading

position with its unique branding and positioning stratery taking opportunity of this fast growing

market.

Operational Risks

The core business operation of Golden Harvest Agro Industries Ltd. is directly related to very low

temperature maintenance. Country wide shortage of power is compelling the company to utilizecaptive power which builds up cost. Also port congestion and inland immobility due to political

instability poses a great operational risk to Golden Harvest Agro Industries Ltd.

Management perception

Bangladesh Government is meeting this challenge by opening the energy generation to private

sector; and also making massive investment, which is expected to ensure availability of energy forunintemrpted operation. The company perceives that allocation of its resources properly withcontingency approaches can reduce. this risk factor to great extent. However, in order to minimize

the operational risks due to shortage of power supply, Golden Harvest Agro Industries Ltd. itselfhas own captive sources of power Generators in addition of existing REB (Rural Electrification

Board) sources that will support production and also planning to engage more capacity of power

generation to cope with the coming needs. Moreover proposed projects will have requisite back up

captive power support to run their daily operation without any hindrance.

4.5

r++aooh€O\€O+\O\o".qdIdIqqc.loc.t6€-roOoOf-C.lOo\o€h€*dO\*aIc.lid\o re.l

rd*r+o,o*o\€€ct,.*\1\o"qdiO\9€O\€+6N€N€O\.-io^h o\s -i01€ O O\

o+noNo\c.l o\ \o o\ r c.l. noa.lhc.lmdr6r++i\OOc|\i6+\OC.lmcAO\hm r

rO\AaclO:*N6*O| *mC]AOclOrO\€N.+Oclhhoh€r66h66lo !+ c.l

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aO\OOi$€O\OO6O\| €OnOO\c.Iri od ri ri od diromc.l€oO\ € €-O"cl -€ \o

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1 Deferred Expenses

Opening Balance

Marketing Campaign Expenses

Less : Written off during the year

Closing Balance

Marketing campaign expenses has been considered and decided to beCompany's Board of Directors.

Investment in Subsidiary CompanyGolden Hmvest Sea Food & Fish Processing Ltd.Add: Share ofnet profit after tax ofsubsidiaryAdd: Share ofrevaluation Surplus during the year of subsidiary

Inventories

Stock of Finished Goods

Stock of Raw MaterialsStock of Packing MaterialsStores in Transit

Details are given in Annexure-A.

Advances, Deposits & Prepayments

Advance to Suppliers & Service ProvidersAdvance to Suppliers & Service Providers

Lease Deposit

United Leasing Co Ltd for Probox & Cover VanUnited Leasing Co Ltd for Small Cover VanIDLC Lancer Car

IDLC for Refer Van & ProboxIDLC for MachineryIDLC G CorollaULC2ThaiRVantlLC2ThaiRVanUI.C NewHino ThaiR VanSecurity Deposit

Advance Taxes

AIT on Cash IncentiveAIT on ExportAIT on tnportAdvance Tum Over TaxAdvance Tax for AppealTax on Vehicles

Advance VAT

15,377,639

1,708,627

13,669,012

written off in ten years as deferred expenses as approved by the

fi,osa;aa1,708,627

________!5377,639_

275,436,039

Golden Harvest Agro Industries Ltd. (GHAIL) acquired 99.998% shares of Golden Harvest Sea Food & Fish Processing Ltd (GHSF&FPL)on 30 June 2010 in exchange for its own shares.

241,829,935

33,606,103

152,517,018

49,704,733

40,209,194

__*_241W,93!

18,125,473

13,654,721

8,321,476

3,228,764

9.

29,089,250

20,309,320

9,786,1_24

59,183,694 43,330,434

10.

200,691,483 68,492,365

200,691,493 68,492,365

___206 J64 W______71,0s3,s91_This is unsecured and considered good.(a) The maximum amount due from the Suppliers & Service providers.

(b) No amount was due by the directors, managing agpnt, managers and other offrcers of the company and any of them severally or jointlywith any other person.

(c) No amount was due by any related party.

53,31215,72866,07054,390

68,47057,360

142,864

203,147

144,169

53,31215,72866,070

54,39068,47057,360

142,864

31,065

251,1661,381,027

135,844

I 12,000

49,000

31,065

115,224

86,264135,844

I 12,000

IIlIlllIltIIIIIIIlII

Amount30 June

-il

I

I

I

I

I

I

I

I

Amount in BDT30 June 2012 ll fO June 2011

11. Trade Receivable

Export Receivables

Local Sales Receivables(Note # 11.1)

1I.1 Export Sales Receivable

Premium Foods USA lncMexim Aushalia Pty Ltd.Aromatic@D) Ltd.Alam Super MarketLaxmiben Patel

Tesco

United Golden Universak EST

This is unsecured, considered good and is falling due within one year.

Export Incentive Receivable

Opening Balance

Add: Accrued during the year

Less: Received during the yearClosing Balance

This is unsecured and considered good.

Cash and Bank Balances

The above balance is made up as follows:

Cash in hand:

Cash in hand at Head OfficeCash in hand at Factory OffrceCash at bank

101,631,631 102,219,723

3,297,87698,333,755

15,592,563

86,626,161

(2,334,047)

2,659,1992,624,210(486,301)(903,039)

1,696,557

4,980,886

5,666,5333,029,817

Q93,436)(8 r9,5 l6)

2,033,117

995,163

This is unsecured, considered good except for the portion of doubtful debtors and is falling due within one year. Classification schedule asrequired by schedule XI of Companies Act 1994 are as follows:

_____. zrrfr{ ------i559z5d3

7,251,863 7,567,139229,536 1,945,724

7,481,399 9,512,863- 2,261,000

7,4gl,3gg 7,251,963

3,084

SL Particulars Amount in BDT2012

Amount in BDT20tt

I lAccounts Receivable considered gooa a."r@lsecured

TlAccounts Receivable considered good ir, .erp"c@lsecurity other than the debtor personal security 100,965,707 701,552,799

u lAccounts Receivable considered doubtful or bad665,924 665,924

IV Accounts Receivable due by any director or other officer ofthe company

v Accounts Receivable due by Common management

VI The maximum amo,nt of receivable due by any director or other orrcer ortrrecompany

TOTAL 101,631,631 102,219,723

753,101

13.

(Note # 13.1)

______J51,621_ 446,505

IlITrTrrTrrrrrrrT

tI

14. Share Capital

Authorized Share Capital10,00,00,000 ordinary Shares ofBDT 10 eachIssued, Subscribed and paid up Capital28,750,000 Ordinary Shaxe @ BDT l0 each fully paid_up against cashI,250,000 Bonus Share 6 e6f tO "J

,

3:lT;ll',ff11fr:H:gr?ilr0 each turv paid-up against shares orGorden Harvest

13.1 Cash at Banks

Firsr Securitl, Islami bank Ltd.United Commercial Bank Ltd.Bantasia LtdDutch Bangla Bank Ltd.Mercantile Bank Ltd.

Mr. Matthew Graham StockMr. Ahmed Rajeeb Samdani

Mr. Ahmed Mehdi Samdani

Ms. Nadia Khalil ChoudhuryMr. Azizul Huque

Mr. MoqsudAhmedKhan

Mr. Mohius Samad ChoudhuryOthers Share Holders

Shareholding position of the Company:

\1r. Mafthew Graham Stock\1r, Ahmed Rajeeb Samdani\1r. Ahmed Mehdi Samdani\1s. Nadia Khalil Choudhurv\Ir. Azizul Huque

\1r. Moqsud Ahmed Khan\1r. \{ohius Samad ChoudhurvtJrhers Share Holders

A/CNo.cD-lll 00 000 s80cD-l11 000144t0cD-05633000010cD- 13813

cD-o1291 I I00o02o2o

Chairman

Managing Director

Director

Director

Director

Director

Director

Chainnan

Managing Director

Director

Director

Director

Director

Director

13,000,000

145,026,670

13,000,000

13,000,000

14,698,000

16,000,000

13,000,000

122,285,330

__lsggg{gg_

I,000.000.000

287,500,000

12,500,000

t62,326,670

10,200,000

1,500,000

I4,688,000

16,000,000

5,575,330

IT

3.71

41.44

3.71

3.71

4.20

4.57

3.71

34.94

753,10I

____r9qg{gq{99_-

287,500,000

12,500,000

The above balance has been received &om the following:

r3,ooo,ooo --lpoodoJ145,026,670

13,000,000

13,000,000

14,688,000

16,000,000

13,000,000

t22.285,330 Dg.7 to,olo

----150'99qqgg- -----___JA;00r00

I

I

2,357

,_u

IIllItIF:

hIl

:IItIItttII

15. RevaluationSurplus

Opening Balance

Golden Harvest Agro lndustries Ltd

Less: Depreciation on Revaluation Surplus transferred to retained eamings

Depreciafion of the CompanyDepreciation of Golden Harvest Sea Food & Fish Processing Ltd.Revaluation surplus of Fixed Assets during the year

Add: Share of the Company on Revaluation Surplus of Fixed Assets of Subsidiary company

16. Retained EarningsOpening Balance

Add :Depreciation on Revaluation Surplus

Add: Total comprehensive income for the year

Closing Balance

225,346,706

225,346,706(5,981,733)

107,064,709

107,064,709(3,174,882)

@f ,Du?68t1I tt,tst,tzzt ll oqq.rqtl

81,248,695

40,208,184

225,346,706219,364,973

318,269,063

5,98r,733

182,824,730

3,174,88278,325,571 132,269,451

__402,s?slg_________ry42&1_

61,272,471 70,568,068

17. Term Loan against Machinery

Mercantile Bank Ltd., Gulshan BranchMercantile Bank Ltd., Gulshan Branch

Less : Current Maturity of Term Loan

Depreciation for the year 30.06.2012Deferred Tax expenses as on 30.06.2012

[rs/4e,gegl a-- 1s.4n,6:ru1

| +s,tzz,stg 11 sz,ozs,:ss I

49,406,883 60,466,447

Terms & Conditions of Term Loan:

The Company is enjoying term loan facility against imported machineries from Mercantile bank, Gulshan Branch. Terms & Conditions ofthe loan is as below:

No. ofloans:Rate oflnterest :

Tenor:Moratorium Period :

Security:

Deferred Tax LiabilityOpening Balance

Add : Addition duringthe year

Less : Adjustnent during the year

Closing Balance

Calculation of deferred taxation

A/C No. 77100000072A/C No. 72700000300

03 Nos

17 .00Yo p.a (15.50o/o p.a : 20ll)5 years

06 Months

a- Hypothecation of the imported capital Machir

b. Personal Guarantee ofall the directors

c. Undated Cheques covering debts

61,272,471

I 1,865,588

70,568,068

10,101,621

18.

3,415,422

3,432,193 \qts,4zz3,415,4_226,947,6_15

6,847,615 3,415,422

Amount in BDT

18,934,970 28,097,494 (9,152,514) (3,432,193)

____12,1 s2,s11l _______(3,$2 J93)_

ParticularsValue as per

companypolicy

Yalue as perTax

Ordinance

TaxableTemporarydifference

Tax

@37.s%

in BDT

IIIIIIIIIIIIIIItIttI

19. Lease Obligation+

United Leasing Co Ltd. - Cover Van

United Leasing Co Ltd. - Probox & Cover Van

IDLC Finance Ltd. - 4 nos Probox & Cover Van

IDLC Finance Ltd.- Luncher Car

United Leasing Co Ltd. - 2 nos Thai Refer Van

IDLC Finance Ltd.- G Corolla Car

United Leasing Co Ltd. - Two Thai Refer Van

United Leasing Co Ltd. - New Hino Refer Van

Less : Current Maturity of Lease Obligation

Accounts & Other Payables

Sundry Creditors for Raw Material Supplies

Sundry Creditors for Packing Material Supplies

Sundry Creditors for C&F AgentsSundry Creditors for Processing contractors

Sundry Creditors -Others

IDLC Factoring LoanSundry Creditors for Fuel SupplySundry Creditors for Printing & Stationery

Sundry Creditors for Freezer

Sundry Creditors -Others

Pride Steel KingKoli RefrigeratingAdvance lncome Tax Payable

Ogilvy & MatherNorthern General lnsurance Company Ltd.Tech View Ltd.PrabartanaAdd

Auto Tecnic

Swarup Art & AdvertisingUnitrend LtdPro VisionBrand LabEmlay Enterprise

Cas Scale(BD) P\,1 Ltd.Shawon Automobiles

Shanta Properties LtdDhakacom Ltd.Gulshan Clean & Cwe

Accruals and provisions

Salary & Wages

Electricity BillAudit Fees

Gas BillFuel BillMobile Phone BillTA/DAProvision for W?PF

Provision for others

15,238

588,371

881,373

1,529,374

3,943,772

937,109

4,219,320

18,077,150

6,372,281

I 85,80 1

1,091,578

1,376,709

2,072,979

4,894,278

1,461,5_32

11,082,877

3,830,510

6,062,593 -

11,704,869 7,252,367

(Note # 20.1)

10,863,312

6,lgo,g7l32,520

1,941,460

l,24l,7lo2,143,238

28,4t0r,408,750

7,068,6127,829,963

59,140

2,481,263

569,7s9

39,160932,250

18,980,14723,840,270

20.1

4,000

460,500

54,206

(128,709)

218,973

3,000

701,250(50,000)

325,790261,091134,485

260(3 15,000)

(25,800)

2,500226,914

68,000

4,000

460,500

94,6561,078,359

360,s70

3,000

71,250

z,ioo372,428

36,000

34,000

1,941,460 2,517,263

3,530,17084s,432

200,000

31,78943,191

16,127

228,588

3,584,788

500,000 500,000

2,429,554478,418

200,000

31,277

50,000

25,461

21.

8,980,085 3,714,710

Amount in BDT30 June 2012 ll 30 June 20ll

IIIIIIIIItIIIIIIItII

Amount in BDT30 June 2012 ll 30 June 2011

23.1

22, Provision for Tax

Necessary provision was made for incomebenefit.

Opening Balance

Tax for the year

AIT AdjustmentPaid during the year

Closing Balance

Cash Credit Loan

Golden Harvest Agro tndustries Limited

Golden Harvest Agro Industries LimitedMarcantile Bank LimitedMercantile Bank LimitedFirst Security Islami Bank Limited

Net Asset Value (NAV) per share

Shareholders Equity

No of paid up share capitalNet Asset Yalue per share

Sales Revenue

Sales @xport)Sales (Local)

Cost of Goods Sold

Raw & Packing Materials:Opening Stock

Purchase

Closing Stock

Manufacturing Expenses

Cost of Goods ManufacturedOpening Stock of Finished GoodsClosing Stock of Finished Goods

tax considering the depreciation effect as per Income tax Ordinance 1984

67 ,727,11323,574,223

28,011,921 67,727,113

(Note # 23.1) 280,932,823 82,883,962

92,993,962280,932,823

cc 012972900000075

Agri- SOD(G) -73900000039

cc- 11273800010038

(Note # 26.1)(Note # 9..00)

(Note # 26.2)

(Note # 9..00)

and Export sale

28,300,000

44,253,625

42,578,375203,545,489

34,808,959

____280..93?,W_

82,883,962

82,883,962

971,941,341 893,615,769

35,000,000 35,000,000

27.77 25.53

24.

25.

26.

9,181,444

341,537,7s8

____3s0lrew_

14,370,922

289,983,060304J53,982

The products are exported to the market of usA, uK, UAE, canad4 Malaysi4 KSA and Australia.

(30,094,445) (2t,976.197\147,920,590 108,219,106

40,437,595 24,663,098

21,976,197

156,038,838

188,358,185

18,125,473

6,550,202123,645,101

t32,882,203

14,603,741

Q9,089,2s0) (18,125,473)177,394,409 129,360,471

IIIIIIIIIIIIrIIItrII

26.1 Purchase

Raw Materials

Packing Materials

Processing Materials

141,865,749

13,75r,947

421,142

108,936,012

14,257,848

451,247

26.2 Nlanufactu ring Expenses

Salary & Wages

Insurance Premium

Factory Overhead

Repair & Maintenance

Electricity & Fuel

Amortization of Lease assets

Depreciation

From I July 201 I to 30 June 2012, all ofthe 173 factory employees

Administrative Expenses

Salaries & Wages

D irectors Remuneration

Insurance Premium

Bank Charges

Traveling, Conveyance, Tour

Audit Fees

Rates, Taxes, Renewal

Vehicle Maintenance

Donation, Subscription & Gift

Printing & Stationeries

Telephone & Mobile BillMiscellaneous Expenses

Electricity & Fuel

Local Sales Expenses

Training Fees

Defened Expenses written offBO Account maintenance charge, int etc

Medical Expenses

Entertainment Expenses

Consultancy Fees

Provision for doubtful debts

Utitiry Bill for Head Office

Other Expenses

Amortization of Lease assets

Depreciation

40,437,595 24,663,099::received annual salary and allowances ofBDT 36,000 and above.

156,038,838

12,962,178

62t,6881,815,160

I 80,5 l37,725,997

l,gg4,0g215,147,976

123,645,101

6,242,260427,693

1,709,144

553,920

6,369,618

1,105,299

8,255,175

27.

10,461,452

4,197,950

579,1t9

1,075,722

300,000

370,755

1,627,479

337,926

353,003

300,827

1,287,691

643,832

7,583,941

r,708.627

500

lg,g66

625,2_44

1,197,400

1,456,402

496,023

3,786,994

38,400,743

7,325,436

3,221,500

ttt,260761,824

550,000

351,170

909,9t3

360,600

342,980

282,709

414,685

707,735

7,783,575

27,000

1,708,627

r,441,599

23,721

320,628

413,500

250,000

872,195

608;533

276,322

2,063,794

31,129,305

(a) Auditors' fees represents audit fee for auditing the accounts for the year ended 30 Jrne,21l2.Auditors were not paid any other fees.(b) During the year under reporting, BDT 5,796,500 paid to the Directors and Officers for rendering their services t(c) The Company did not pay any remuneration to any Director who was not an officer of the Company.(d) No board meeting attendance fee was paid to the directors of the Company.

Amount in BDT30 June 2012 ll fO June 2011

28. Selling & Distribution Expenses

Ocean Freight

C & F Expenses

Shipment Transportation Expenses

Shipment Expenses

Courier Charges

DITF Expenses

Advertisement & Publicity

1,087,639

tzt,3t421,740

502,695

50,279

7,959,59513,324,495

5,762,067

347,823172,000

431,876

82,124

2,888,396ru23,067,757

29. Exportlncentive

The Company is entitled to receive cash incentive according to Bangladesh Bank Circular reference no FE-15 dated 6 October, 2005 onexport amount of Agro ( Vegetables/ Fruits ) and Agro processed products. tncentive amount has been accrued complying the terms &condition of this circular.

30,

31.

1)

Export Incentive

Other IncomeThis income represents sale proceeds ofwastages generated during manufacfuring process

Wastage sale

Finance Cost

Interest on Cash Credit (Hypo)Interest on Term Loan

Interest on Finance Lease

Interest on Operating Lease

Interest on others

Earning Per Share (EPS)

Total comprehensive Income attributable to ordinary Shareholders of the companyNo ofweighted average shares

EPS for the year

Operating Cash flow per Share

Net Cash generated from Operating ActivitiesNo ofoutstanding shares at the end ofthe year

229,536 1,945,724

uE!_ _________U4s!24_

800,178 l,g9g,76l900,179 l,g9g,761

24,625,64410,392,904

2,930,268824,972

1,914

1,457,228

2,101,4631,026,709

821,640

2,43539,775,702 5,409,474

79,325,572

35,000,000

2.24

132,269,451

35,000,000

3.78

62,400,719

35,000,000

1.78

-----9!203;0s35,000,000

1.83

7ltlIIIIIIIIIrIrtIltrI

IIIIIIIIIrIIIIIrtttTt

3J.

31. I

Other Information

Transaction in foreign currency

Particulars

CIF Value of import:Raw MaterialsSpare Parts

Capital MachineryFOB value ofexport

Exchange Rate on June 30GBPUSD

34.2 ContingentLiabilitiesandcommitments

Perticularr

Letters ofcredit/ LCAIncome TaxTotal

34.3 Related ParE Transactions :

The company has entered into transactions with other entities thatTotal transactions ofthe significant related party as of30 June, 201

Amount/BDT2011-12 ll 2010-11

43,143,3_4s

9,181,444

128.1 s

81 .80

4,908,078421,s49

68,025,63414,370,922

119.04

74.10

Amount/BDT Amount/BDT

- 9,818,250

9,818,250

fall within the definition ofrelated party as contained in BAS-24 *Related Party Disclosures"I are as follows:

Transaction with Key Management Personals

34.4 Quantitative details of opening stock, purchases/ production, consumption/sales and closing stock of raw materials and

Name of Company Relationship Nature ofTransaction

OpeningRrlan.A Addition Adjustment Closing

BalanceSolden Harvest Sea Food &Fish Processing Ltd.

Subsidiary

Company

Current Account with Sister

Concem57,274,580 57,274,580

ueveroper48,666,434 48,666,434Ltd Director --Do-

Golden Harvest IrgisticsLtd.

Common

Director -- Do --7,605,144 7,605,144

Total 113,546,158 I 13,546,158

No" Particulars 30-Jun-12 30-Jun-11

(a)

(b)

(c)

(d)

(e)

Managerial Remuneration paid or payable during the year to the directors, including managing directors

Any other perquisite or benefits in cash or in kind stating, approximate money value where applicable.

Other allowances and commission including guarantee commission

Pensions etc.

(i) Pensions

(ii) Gratuities

(iii)Payments from a provident funds, in excess olown subscription and interest thereonShare Based payments

4,187,9s0 3,221,s00

ItemOpening

stockPurchases/Prndncfinn

Consumption/Sales

ClosingSfnnlr

Unit Kg Ks Ke KgRaw Materials:For theyear 2011-2012For the year 2010-201 I

Finished Goods:

Vegetable & Snacks

For theyear 2011-2012For the year 2010-201 I

Kg

Kg

67 t,t3l218,341

118,127

7s,019

4,278,OO8

3,t92,543

2,306,6661.485.553

4,029,6892,739,7s3

2,23s,7901,442,445

919,449

671,131

I 89,003

118.127

Item Capacity in KGPer Year

Utilization in KGAverage Per vear

o

3.1.5 Capacitv Utilization

Snacks

Vegetable750,000

2,500,000384,375

1,479,75051.25%

59.19%

31.7

Capital Expenditure Commitmetrt

There was no capital expenditure contracted but not incurred or provided for at 30 June 2012.

Term Inan Commitment

At 30 June 2012 the company had annual commitrnent under Term Loan as set out below:

Term Loan principal due within I yearTerm Loan principal due within 2 to 5 yeanr

34.8 Finance Lease Commitment

At 30 June 2012 the company had annual commifnent under finance lease as set out below:

Lease expires within I year

l,ease expires within 2 to 5 years

34.9 Claim not Acknowledged as DebtThere was no claim against the company not acknowledged as debt as on 30 Jwrc2012.

1 1,86s,588

49,406,884

6,372,281

1t,704,869

34.10 Un-availed Credit Facilities

The Company has no credit facilities available to the company under any contract, other than trade credit available in the ordinary course of business as on 30June 2012.

34.11 Employee Details:

i) During the year, there were 223 employees employed for the lull year and 89 employees less than the full year at a remuneration ofBDT 3,000 per month andabove.

ii) At the end ofthe year, there were 280 employees in the Company.

34.12 Rounding off

Amounts appearing in these financial statements have been rounded offto the nearest BDT and, wherever considered necessary.

34.13 Rearrange oflast year figures

To facilitate comparison, certain relevant balances pertaining to the previous year have been rearranged or reclassified whenever considered necessary to confbrmto curTent year presentation

34.14 Events after the reporting period

The company obtained consent lrom Security and Exchange Commission (SEC) for raising capital through Initial public Offering (IpO) and issuance ofProspectus on 22 October 2012 vide letter number SECiCilpO- l4B/2011/1669

ak. {.mX"r-

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